RNS Number : 1001G
System1 Group PLC
02 November 2018
 

 

 

Press Release

2 November 2018

 

 

 

System1 Group PLC (AIM: SYS1)

 ("System1" or "the Group" or "the Company")

 

 

Unaudited interim results for the six months ended 30 September 2018

 

 

System1, the marketing services group, today announces its results for the six month period ended 30 September 2018 ("H1").

 

As previously announced, the Company is making a significant investment in a new business line "Ad Ratings" and, for ease of prior period comparisons, is splitting its results into the existing business ("Consulting") and Ad Ratings.

 

6 months ended 30 September

2017/18

2018/19

£m

 

Consulting

Ad Ratings

Total

Revenue

13.82

13.18

-

13.18

Gross Profit

11.39

10.80

-

10.80

Underlying Overheads

(10.29)

(8.88)

(1.09)

(9.97)

Underlying Pre-Tax Profit/(Loss)

1.10

1.92

(1.09)

0.83

Share Based Payments

(0.25)

-

-

-

Exceptional Credit

-

0.25

-

0.25

Pre-Tax Profit/(Loss)

0.85

2.17

(1.09)

1.08

 

Highlights

5% decline in Revenue to £13.18m (2017/18: £13.82m), 3% in constant currency

5% decline in Gross Profit to £10.80m (2017/18: £11.39m), 3% in constant currency

74% growth in Underlying Pre-Tax Profit (excluding Ad Ratings) to £1.92m (2017/18: £1.10m)

28% growth in Pre-Tax Profit (including Ad Ratings) to £1.08m (2017/18: £0.85m)

26% growth in Post-Tax Profit (including Ad Ratings) to £0.68m (2017/18: £0.54m)

26% growth in diluted Earnings Per Share to 5.3p (2017/18: 4.2 pence)

£1.59m investment in Ad Ratings, of which £0.50m has been capitalised and £1.09m expensed

£3.55m Cash at 30 September 2018 and no debt (31 March 2018: £5.78m and no debt)

Maintaining interim dividend at 1.1 pence

Final dividend may be reduced, depending principally on the scale of further investment in Ad Ratings and on opportunities to repurchase shares at an attractive valuation

 

 

Commenting on the Company's results, John Kearon, CEO of System1, said:

 

"We are excited about our new Ad Ratings service based on our tried and tested core IP - for its future potential both to support the existing consulting business, as well as provide a new scalable revenue stream.  Meanwhile we believe that as our new product configurations and more competitive pricing take hold, our existing business will continue to stabilise and in time return to growth."

 

The Company can be found at www.system1group.com.

 

The information contained within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014.  Upon the publication of this announcement, this inside information is now considered to be in the public domain.

 

 

For further information, please contact:

System1 Group PLC

+44 20 7043 1000

John Kearon, Chief Executive Officer

 

James Geddes, Chief Financial Officer

 

investorrelations@system1group.com

 

Canaccord Genuity Limited

 

 

 

+44 20 7523 8000

Simon Bridges

 

Emma Gabriel

 

 

 

INTERIM STATEMENT

 

 

Gross Profit (our main top-line measure) is stabilising after the significant decline in the previous financial year.  During the six months to 30 September 2018 ("H1"), Gross Profit declined 5% (3% in constant currency) compared to the same period in the prior year ("H1 2017/18"), and was flat compared to the six months to 31 March 2018. 

 

 

£m

2016/17

2017/18

2018/19

 

Q1

Q2

Q3

Q4

Q1

Q2

Q3

Q4

Q1

Q2

Gross Profit

5.61

6.93

8.02

6.43

5.51

5.89

4.99

5.84

5.22

5.58

 

Our business comprises, in the main, market research ("Research"), together with a small advertising agency ("Agency").  The Research business has three main product lines, "Communications" (testing adverts prior to broadcast), "Brand" (tracking brand health), and "Innovation" (testing new product and packaging concepts and ideas).  We offer them from our offices in the UK, US, and seven other offices across Continental Europe and the rest of the world.

 

Our Innovation business is more ad hoc in nature than Communications and Brand, and Gross Profit is inherently more volatile.  It declined significantly last year (12 months to 31 March 2018) following cuts in marketing spend by some of our largest clients.  We reacted with a product re-design programme and a new pricing framework, and although not yet back to 2016/17 levels, Gross Profit increased by 13% in H1 (vs H1 2017/18).

 

We have also re-packaged our Communications offering, and at the same time introduced a more competitive pricing structure.  However, this was introduced more recently than the Innovation re-design, and it will take time for the benefits to be seen in Gross Profit terms.  Much of our Communications business comes from ongoing relationships with large customers and there is often a lag before new business is secured.  Meanwhile the more competitive pricing has resulted in a H1 Gross Profit decline of 15% (vs H1 2017/18).

 

Brand Gross Profit also declined in H1 (by 18%, vs H1 2017/18), as a result of some isolated client churn in the UK and US and slower than anticipated new wins.  However, our Brand business tends to come from ongoing, and relatively stable, brand tracking projects, and we anticipate it returning to growth.

 

£m

2016/17

2017/18

2018/19

 

Q1

Q2

Q3

Q4

Q1

Q2

Q3

Q4

Q1

Q2

Innovation

2.62

3.36

3.51

2.30

2.16

2.23

1.94

2.08

2.43

2.50

Comms

1.50

1.56

2.80

2.30

1.76

1.83

1.59

1.82

1.55

1.51

Brand

0.57

0.81

0.94

1.03

0.93

1.16

1.14

1.29

0.81

0.92

Other

0.92

1.20

0.77

0.80

0.66

0.67

0.32

0.65

0.43

0.65

 

5.61

6.93

8.02

6.43

5.51

5.89

4.99

5.84

5.22

5.58

 

In terms of our main geographic regions, we had mixed fortunes in H1.  Gross Profit grew in Continental Europe (up 30%, vs H1 2017/18), declined in our Americas region (down 16%), and was relatively stable in the UK (down 5%).  APAC, our smallest region, was also down (by 22%) due to the loss of a large client.

 

£m

2016/17

2017/18

2018/19

 

Q1

Q2

Q3

Q4

Q1

Q2

Q3

Q4

Q1

Q2

Americas

2.96

3.55

3.53

2.88

2.62

2.87

2.28

2.42

2.33

2.31

UK

1.52

1.42

1.94

1.51

1.27

1.14

1.15

1.49

1.18

1.10

Cont Eur

0.95

1.35

1.68

1.28

1.01

1.23

1.01

1.34

1.24

1.67

APAC

0.19

0.56

0.77

0.64

0.54

0.56

0.50

0.44

0.39

0.47

Agency

(0.01)

0.05

0.10

0.12

0.07

0.09

0.05

0.15

0.08

0.03

 

5.61

6.93

8.02

6.43

5.51

5.89

4.99

5.84

5.22

 5.58

 

Our Agency business generated £0.11m of Gross Profit in H1 (£0.16m in H1 2017/18), and so remains a small Gross Profit contributor to the business.  However, it continues to cover most of its costs and provides a valuable showcase on how to create, what we call, 5 Star marketing (a good example being the "don't text and drive" public service advert we created in the US, which you can view at: https://www.youtube.com/watch?v=zANGRj0O5Jk).

 

We have continued to control costs tightly.  Average headcount in H1 was 19% lower than the corresponding period last year and Underlying Overheads (excluding Ad Ratings - see below) were down 14%.  We have excluded two items from Underlying Overheads: share based payments and a business rates rebate.  Share based payments are a non-cash expense that varies with our share price, and so we separately disclose them.  The business rates rebate was a material one-off item (£0.25m) arising from the move to our current head office in London in 2015, and was received in error.  We referred the error to the local council, but they failed to correct it and are now time-barred from doing-so.  We normally also comment on employee bonuses, as these are a discretionary item, can be material, and can vary widely.  However, they were immaterial in both H1 and H1 2017/18.

Total overheads (excluding Ad Ratings) declined by 18%, and including Ad Ratings by 8%.

 

Costs excluding Ad Ratings:

£000 (unless otherwise specified)

H1

H1 2017/18

Growth

Average headcount

140

172

 -19%

Underlying Overheads

8,883

10,297

-14%

Share Based Payments

(1)

257

Not meaningful

Exceptional Credit (Rates Rebate given in error)

(251)

-

NA

Total Overheads

8,631

10,554

-18%

 

Underling Pre-Tax Profit (i.e. excluding Ad Ratings, share based payments and the rates rebate) grew by 74% and Underlying Pre-Tax Profit margin was 15%.  This is short of our long-term average (19% on average over the 4 years from 2013-2016), but well ahead of last financial year's 8%.  Pre-Tax Profit (i.e. including Ad Ratings, share based payments and the rates rebate) grew by 28%.

 

Ad Ratings

During H1 we invested £1.59m in our new Ad Ratings service, which is due to be launched later this year.  Of this, £0.50m has been capitalised and £1.09m has been expensed as an operating cost.  Ad Ratings is a subscription service which will enable clients to assess the effectiveness of their historic adverts, compare their scores with those of competitors and category averages, and correlate their advertising effectiveness with media spend.

 

It utilises the Company's core intellectual property: the methodology the Company uses to predict the long-term brand impact of advertising.  Scores are presented on a 1 to 5 Star scale, and correlate with predicted long-term market share increase.

 

So far, we have tested a very significant number of adverts (approximately 5,000 in the UK and 18,000 in the US), and on an on-going basis we continue to test all adverts broadcast in the UK and the US in the main categories in which our clients operate, as they are broadcast.  The insights generated from such a large and comprehensive data set will increase our understanding of what makes effective advertising, and so enhance our existing business, as well as opening up the potential for a new and scalable revenue stream.

 

Tax

Excluding Ad Ratings, the Company's effective tax rate has reduced to 28% from 36% in H1 2017/18 as a result of the reduction in the US Federal corporation tax rate.  Including Ad Ratings, the Company's effective tax rate has increased to 37% from 36% in H1 2017/18 as the investment in Ad Ratings, and the associated tax credits, have all occurred in the UK where our tax rates are lowest.

 

Cash

We generated operational cash flow pre-financing (and pre Ad Ratings) of £0.31m.  This represented 20% of Post-Tax Profit (pre Ad Ratings), which is lower than we would expect, due principally to debtor days increasing from 57 days at 31 March 2018 to 77 days at 30 September 2018.  After the investment of £1.59m in Ad Ratings, and payment of £0.80m in dividends, our cash balance reduced from £5.78m on 31 March 2018 to £3.55m on 30 September 2018.

 

An interim dividend of 1.1 pence per share, the same as last year, will be paid to shareholders.  We may consider reducing the level of our final dividend from the 6.4 pence paid last year.  This will depend primarily on two factors.  Firstly, the initial client response to Ad Ratings, and the level of further investment which we consider justified in the short term, and, secondly, whether the share price gives us the opportunity to buy back shares at a price considerably below the value we place on them.

 

Outlook

Whilst market conditions remain challenging, we believe that as our new product configurations and more competitive pricing take hold, the business will continue to stabilise and in time return to growth.  Meanwhile we will continue to keep costs under control.  We are looking forward to the launch of Ad Ratings and will continue to invest as appropriate in this new business.

 

 

John Kearon                                                      James Geddes

Chief Executive Officer                                        Chief Financial Officer

 

 

 

 

 

 

 

 

 

 

 

 

 

5 YEAR SUMMARY - HALF YEAR

(£000s unless specified otherwise)

 

 

6 months to 30 Sep

6 months to 30 Jun

 

2018/19

2017/18

2016

2015

2014

2013

 

Ex AR*

Inc AR*

 

 

 

 

 

Financial KPIs

 

 

 

 

 

 

 

Revenue

13,182

13,182

13,822

13,043

11,610

11,197

10,765

growth

-5%

-5%

-10%

12%

4%

4%

4%

Gross Profit

10,802

10,802

11,394

10,685

9,254

8,719

8,455

growth

-5%

-5%

-9%

15%

6%

3%

6%

Administrative Costs

8,631

9,722

10,554

9,018

8,080

7,183

7,157

growth

-18%

-8%

8%

12%

12%

-%

-2%

Bonus (included within Admin Costs)

39

39

-

796

-

184

559

 

 

 

 

 

 

 

 

Pre-Tax profit

2,172

1,082

846

1,650

1,139

1,520

1,298

growth

157%

28%

-70%

45%

-25%

17%

81%

Post-Tax Profit

 

682

542

1,054

763

1,018

870

growth

 

26%

-70%

38%

-25%

17%

81%

EPS - diluted

 

5.3p

4.2p

7.9p

5.6p

7.5p

6.7p

growth

 

26%

-69%

41%

-25%

12%

81%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flow pre-financing

 

(1,356)

(604)

810

565

(147)

1,948

 

 

 

 

 

 

 

 

Cash balance

 

3,552

3,495

5,183

5,286

2,528

5,460

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividend (interim)

 

1.1p

1.1p

1.1p

1.0p

1.0p

0.9p

growth

 

-

-

10%

-

11%

6%

Special dividend

 

-

26.1p

-

-

12.0p

-

 

 

 

 

 

 

 

 

Share buy-backs

 

-

-

1,768

-

1,531

29

 

 

 

 

 

 

 

 

Non-financial KPIs

 

 

 

 

 

 

 

Number of clients

 

230

229

232

244

225

212

growth

 

-

-1%

-5%

8%

6%

4%

Gross profit per project

 

17.1

18.2

18.3

20.7

18.3

20.9

growth

 

-6%

-15%

-12%

13%

-12%

2%

Average headcount

 

140

172

155

160

145

137

growth

 

-19%

12%

-3%

10%

6%

2%

Average gross profit per head

 

77

66

69

58

60

62

growth

 

17%

-1%

19%

-3%

-3%

3%

 

* "Ex AR" means: excluding Ad Ratings.  "Inc AR" means: including Ad Ratings.
 

5 YEAR SUMMARY - ANNUAL
£000s unless specified otherwise

 

 

 

12 months to 31 Mar

12 months to 31 Dec

 

2017/18

2016/17

2016

2015

2014

2013

 

Audited

Unaudited

Unaudited

Audited

Audited

Audited

Financial KPIs

 

 

 

 

 

 

Revenue

26,939

32,801

31,236

25,184

24,645

24,457

growth

-18%

27%

24%

2%

1%

17%

Gross profit

22,231

26,984

25,643

20,250

19,410

19,087

growth

-18%

29%

27%

4%

2%

19%

Administrative costs

20,246

20,676

19,414

15,704

15,109

15,537

growth

-2%

30%

24%

4%

-3%

7%

Bonus (included within Admin Costs)

107

2,294

2,396

63

1,077

1,941

 

 

 

 

 

 

 

Pre-Tax profit

1,992

6,279

6,200

4,501

4,286

3,556

growth

-68%

25%

38%

5%

21%

135%

Post-Tax profit

1,213

4,029

3,968

3,032

2,897

2,435

growth

-70%

19%

31%

5%

19%

135%

EPS - diluted

9.5p

31.1p

30.3p

22.7p

21.3p

18.7p

growth

-69%

22%

33%

7%

14%

137%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flow pre-financing

1,831

6,603

6,337

2,696

3,157

4,466

 

 

 

 

 

 

 

Cash balance

5,784

8,266

7,754

6,365

5,347

6,188

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividend (interim & final)

7.5p

7.5p

7.5p

4.5p

4.3p

3.9p

growth

-%

67%

67%

5%

10%

26%

Special dividend

26.1p

12.0p

12.0p

-

12.0p

12.0p

 

 

 

 

 

 

 

Share buy-backs

1

3,141

3,195

948

1,938

71

 

 

 

 

 

 

 

Non-financial KPIs

 

 

 

 

 

 

Number of clients

204

224

223

243

235

224

growth

-9%

-4%

-8%

3%

5%

3%

Gross profit per project

20.0

23.0

22.6

19.6

20.0

20.0

growth

-13%

19%

15%

-2%

-%

-1%

Average headcount

165

161

157

158

152

138

growth

2%

3%

-1%

4%

10%

-7%

Average gross profit per head

135

168

163

128

128

138

growth

-20%

25%

27%

-%

-7%

27%

 

 

 

 

CONDENSED CONSOLIDATED INCOME STATEMENT

for the 6 months ended 30 September 2018

 

 

 

Note

6 months

to

12 months to

 

 

30 Sep

2018

Unaudited

30 Sep 2017

Unaudited

31 Mar 2018

Audited

 

 

Consultancy

Ad

Ratings

 

Total

 

Total

 

Total

 

 

£000

£000

£000

£000

£000

 

 

 

 

 

 

 

Revenue

4

13,182

-

13,182

13,822

26,939

 

 

 

 

 

 

 

Cost of sales

 

(2,380)

-

(2,380)

(2,428)

(4,708)

 

 

 

 

 

 

 

Gross profit

4

10,802

-

10,802

11,394

22,231

 

 

 

 

 

 

 

Administrative expenses

 

(8,631)

(1,090)

(9,721)

(10,554)

(20,246)

 

 

 

 

 

 

 

Operating profit/(loss)

 

2,171

(1,090)

1,081

840

1,985

 

 

 

 

 

 

 

Finance income

 

1

-

1

6

7

 

 

 

 

 

 

 

Profit/(loss) before taxation

4

2,172

(1,090)

1,082

846

1,992

 

 

 

 

 

 

 

Income tax (expense)/credit

 

(607)

207

(400)

(304)

(779)

 

 

 

 

 

 

 

Profit/(loss) for the financial period

 

1,565

(883)

682

542

1,213

 

 

 

 

 

 

 

Attributable to equity holders of the Company

 

1,565

(883)

682

542

1,213

 

 

 

Earnings per share attributable to equity

holders of the Company

 

Basic earnings per share

5

 

 

5.4p

4.4p

9.9p

 

 

 

 

 

 

 

Diluted earnings per share

5

 

 

5.3p

4.2p

9.5p

 

All of the activities of the Group are classed as continuing.

 

 

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

for the 6 months ended 30 September 2018

 

 

 

6 months to

30 Sep 2018

Unaudited

6 months to

30 Sep 2017

Unaudited

12 months to

31 Mar 2018

Audited

 

£000

£000

£000

 

 

 

 

Profit for the financial period

682

542

1,213

 

 

 

 

Other comprehensive income:

 

 

 

Items that may be subsequently reclassified to profit or loss

 

 

 

Exchange differences on translating foreign operations

49

(89)

(190)

Other comprehensive income for the period, net of tax

49

(89)

(190)

 

 

 

 

Total comprehensive income attributable to equity holders

731

453

1,023

 

 

 

 

 

 

 

 

 

CONDENSED CONSOLIDATED BALANCE SHEET

as at 30 September 2018

 

 

 

Note

30 Sep 2018

Unaudited

30 Sep 2017
Unaudited

Restated for IFRS15

31 Mar 2018
Unaudited

Restated for IFRS 15

 

 

£000

£000

£000

ASSETS

 

 

 

 

Non-current assets

 

 

 

 

Property, plant and equipment

 

217

327

269

Intangible assets

8

510

78

26

Deferred tax asset

 

282

546

372

 

 

1,009

951

667

Current assets

 

 

 

 

Inventories

 

148

147

131

Contract assets

 

28

42

30

Trade and other receivables

 

7,087

6,361

5,681

Income tax recoverable

 

335

420

423

Cash and cash equivalents

 

3,552

3,495

5,784

 

 

11,150

10,465

12,049

Total assets

 

12,159

11,416

12,716

 

 

 

 

 

EQUITY

 

 

 

 

Capital and reserves attributable to equity holders of the Company

 

 

 

 

Share capital

9

132

132

132

Share premium account

 

1,601

1,601

1,601

Merger reserve

 

477

477

477

Foreign currency translation reserve

 

270

322

221

Retained earnings

 

4,417

4,322

4,578

Total equity

 

6,897

6,854

7,009

 

 

 

 

 

LIABILITIES

 

 

 

 

Non-current liabilities

 

 

 

 

Provisions

 

456

544

420

Finance lease payable

 

46

-

70

 

 

502

544

490

Current liabilities

 

 

 

 

Provisions

 

407

308

368

Finance lease payable

 

47

-

46

Trade and other payables

 

3,950

3,381

4,223

Contract liabilities

 

356

329

580

 

 

4,760

4,018

5,217

Total liabilities

 

5,262

4,562

5,707

Total equity and liabilities

 

12,159

11,416

12,716

 

 

 

CONDENSED CONSOLIDATED CASH FLOW STATEMENT

for the six months ended 30 September 2018

 

 

 

Note

6 months to

30 Sep 2018

Unaudited

6 months to

30 Sep 2017

Unaudited

12 months to

31 Mar 2018

Audited

 

 

£000

£000

£000

 

 

 

 

 

Net cash (used by)/generated from operations

7

(784)

365

3,424

Tax paid

 

(304)

(907)

(1,480)

Net cash (used by)/generated from operating activities

 

(1,088)

(542)

1,944

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

Purchase of property, plant and equipment

 

(22)

(62)

(91)

Purchase of intangible assets

 

(246)

-

(22)

Net cash used by investing activities

 

(268)

(62)

(113)

 

 

 

 

 

Net cash flow before financing activities

 

(1,356)

(604)

1,831

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

Interest

 

1

6

7

Proceeds from finance lease

 

-

-

140

Finance lease payments

 

(23)

-

(24)

Proceeds from sale of treasury shares

 

-

-

33

Purchase of own shares

 

-

-

(34)

Dividends paid to owners

 

(802)

(4,051)

(4,188)

Net cash used by financing activities

 

(824)

(4,045)

(4,066)

 

 

 

 

 

Net decrease in cash and cash equivalents 

 

(2,180)

(4,649)

(2,235)

 

 

 

 

 

Cash and cash equivalents at beginning of period

 

5,784

8,266

8,266

Exchange losses on cash and cash equivalents

 

(52)

(122)

(247)

Cash and cash equivalents at end of period

 

3,552

3,495

5,784

 

 

 

 

 

 

 

 

 

 

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

for the 6 months ended 30 September 2018

 

 

 

 

Share
capital

Share premium account

Merger
reserve

Foreign currency translation reserve

Retained earnings

Total

 

 

£000

£000

£000

£000

£000

£000

 

 

 

 

 

 

 

 

At 1 April 2018

 

132

1,601

477

221

4,578

7,009

 

 

 

 

 

 

 

 

Profit for the financial period

 

-

-

-

-

682

682

Other comprehensive income:

 

 

 

 

 

 

 

- currency translation differences

 

-

-

-

49

-

49

Total comprehensive income

 

-

-

-

49

682

731

 

 

 

 

 

 

 

 

Transactions with owners:

 

 

 

 

 

 

 

Employee share options scheme:

 

 

 

 

 

 

 

- value of employee services

 

-

-

-

-

41

41

- current tax credited to equity

 

-

-

-

-

18

18

- deferred tax debited to equity

 

-

-

-

-

(100)

(100)

Dividends paid to owners

 

-

-

-

-

(802)

(802)

 

 

-

-

-

-

(843)

(843)

 

 

 

 

 

 

 

At 30 September 2018

132

1,601

477

270

4,417

6,897

 

At 1 April 2017

132

1,601

477

411

7,728

10,349

 

 

 

 

 

 

 

Profit for the financial period

-

-

-

-

542

542

Other comprehensive income:

 

 

 

 

 

 

- currency translation differences

-

-

-

(89)

-

(89)

Total comprehensive income

-

-

-

(89)

542

453

 

 

 

 

 

 

 

Transactions with owners:

 

 

 

 

 

 

Employee share options scheme:

 

 

 

 

 

 

- value of employee services

-

-

-

-

229

229

- current tax credited to equity

-

-

-

-

309

309

- deferred tax debited to equity

-

-

-

-

(435)

(435)

Dividends paid to owners

-

-

-

-

(4,051)

(4,051)

 

-

-

-

-

(3,948)

(3,948)

 

 

 

 

 

 

 

At 30 September 2017

132

1,601

477

322

4,322

6,854

 

 

 

 

 

 

 

 

 

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

for the 6 months ended 30 September 2018

 

 

1.   General information

 

System1 Group PLC ("the Company") is United Kingdom resident, and its subsidiaries (together "the Group") provide marketing and market research consultancy services.  The Company's shares are listed on the Alternative Investment Market of the London Stock Exchange ("AIM").  The address of the Company's registered office is Russell Square House, 10-12 Russell Square, London WC1B 5EH.

 

The Board of Directors approved this condensed consolidated interim financial information for issue on 2 November 2018.

 

The financial information set out in this interim report does not constitute statutory accounts as defined in Section 434 of the Companies Act 2006 and is unaudited.  The Group's latest statutory financial statements were for the 12 month period ended 31 March 2018 and these have been filed with the Registrar of Companies.  The auditor's report on those financial statements was unqualified and did not contain any statement under Section 498 of the Companies Act 2006.

 

 

2.   Basis of preparation

 

This condensed consolidated interim financial information has been prepared in accordance with IAS 34, 'Interim financial reporting' as adopted by the European Union and on the going concern basis.  This financial information should be read in conjunction with the financial statements for the 12 month period ended 31 March 2018, which have been prepared in accordance with IFRSs as adopted by the European Union.

 

 

3.   Principal accounting policies

 

The principal accounting policies adopted are consistent with those of the financial statements for the 12 month period ended 31 March 2018, except for the first time adoption of IFRS 15, 'Revenue from contracts with customers' and IFRS 9, 'Financial Instruments' (both Standards effective for accounting periods beginning on or after 1 January 2018).

 

IFRS 15 presents new requirements for the recognition of revenue, replacing IAS 18 'Revenue', IAS 11 'Construction Contracts', and several revenue-related Interpretations. The adoption of IFRS 15 has had no material impact on these interim accounts other than with respect to the reclassification of balance sheet items, as set out in Note 12.  As a result of the reclassification of balance sheet items on adoption of IFRS 15, the balance sheet presented in these interim accounts as at 31 March 2018 is not the same as that presented in the audited financial statements for the year ended 31 March 2018.

 

The Group's revenues are primarily from the delivery of research services.

 

Revenue is recognised at a point in time (rather than over time) as the key performance obligation is the delivery of the final written debrief to the client.

 

Revenue from all of the Group's Research product lines (Communications, Brand, Innovation, and other research products) and its advertising agency services are recognised on the same basis.

 

IFRS 9 introduces extensive changes to IAS 39's guidance on the classification and measurement of financial assets and introduces a new 'expected credit loss' model for the impairment of financial assets.  IFRS 9 also provides new guidance on the application of hedge accounting.  The adoption of IFRS 9 has had no material impact on these interim accounts.  Comparative information has not been restated as the impact on prior periods is not material.

 

Taxes on income in the interim periods are accrued using the tax rate that would be applicable to expected total annual earnings.

 

4.   Segment information

 

The financial performance of the Group's geographic operating units ("Reportable Segments") is set out below.

 

 

6 months to 30 Sep 2018

6 months to 30 Sep 2017

 

Revenue

Gross

profit

Operating profit/(loss)

Revenue

Gross

Profit

Operating Profit/(loss)

 

£000

£000

£000

£000

£000

£000

Research

 

 

 

 

 

 

Americas

5,562

4,637

2,127

6,192

5,491

2,462

United Kingdom

2,753

2,277

807

2,886

2,404

911

Continental Europe

3,653

2,916

1,684

2,789

2,235

1,106

APAC

1,015

862

524

1,297

1,103

543

 

12,983

10,692

5,142

13,164

11,233

5,022

 

 

 

 

 

 

 

Advertising Agency

 

 

 

 

 

 

United Kingdom

199

110

(302)

658

161

(213)

 

13,182

10,802

4,840

13,822

11,394

4,809

 

Segmental revenue is revenue generated from external customers and so excludes intercompany revenue and is attributable to geographical areas based upon the location in which the service is delivered.  Segmental operating profit excludes allocation of central overheads relating to the Group's Operations, IT, Marketing, HR, Legal and Finance teams and Board of Directors.

 

All revenues are recognised at a point in time, being the point at which the research results are delivered to the client. 

 

 

The split of business by research solution is set out below.

 

 

6 months to 30 Sep 2018

6 months to 30 Sep 2017

 

Revenue

Gross Profit

Revenue

Gross Profit

 

£000

£000

£000

£000

Research Business

 

 

 

 

Communications (Ad Testing)

3,606

3,059

3,960

3,582

Brand (Brand Tracking)

2,363

1,726

2,598

2,102

Innovation (Predictive Markets and Concept Testing)

5,659

4,929

5,071

4,381

 

11,628

9,714

11,629

10,065

Other services

1,355

978

1,535

1,168

 

12,983

10,692

13,164

11,233

 

 

 

 

 

Advertising Agency Business

199

110

658

161

 

13,182

10,802

13,822

11,394

 

A reconciliation of total operating profit for Reportable Segments to total profit before income tax is set out below.

 

 

6 months to

30 Sep 2018

6 months to

30 Sep 2017

 

£000

£000

 

 

 

Operating profit for Reportable Segments

4,840

4,809

Central overheads

(2,669)

(3,969)

Ad Ratings costs

(1,588)

-

Ad Ratings development costs capitalised

498

-

Operating profit

1,081

840

 

 

 

Finance income

1

6

Profit before income tax

1,082

846

 

 

5.   Earnings per share

 

(a)  Basic earnings per share

Basic earnings per share is calculated by dividing profit attributable to equity holders of the Company by the weighted average number of Ordinary Shares in issue during the period:

 

 

Six months ended 30 Sep

 

2018

2017

 

 

 

Profit attributable to equity holders of the Company (£000)

682

542

 

 

 

Weighted average number of Ordinary Shares in issue

12,520,592

12,414,650

 

 

 

Basic earnings per share

5.4p

4.4p

 

 

 

 

(b)  Diluted earnings per share

Diluted earnings per share is calculated by adjusting the weighted average number of shares outstanding assuming conversion of all dilutive share options to Ordinary Shares:

 

 

Six months ended 30 Sep

 

2018

2017

 

 

 

Profit attributable to equity holders of the Company and profit used to determine diluted earnings per share (£000)

682

542

 

 

 

Weighted average number of Ordinary Shares in issue

12,520,502

12,414,650

Share options

335,227

465,980

Weighted average number of Ordinary Shares for diluted earnings per share

12,855,729

12,880,630

 

 

 

Diluted earnings per share

5.3p

4.2p

 

 

6.   Dividends

 

On 26th July 2018 the Company paid a final dividend of 6.4 pence per share, amounting to £0.80m in respect of the 12 month period ended 31 March 2018. In December 2018, the Company will pay an interim dividend of 1.1 pence per share, amounting to £0.14m, in respect of the year ending 31 March 2019.  This interim dividend is not recorded in these interim accounts.

 

 

7.   Net cash (used by)/generated from operations

 

 

Six months ended 30 Sep

 

2018

 

2017

Restated

 

£000

£000

 

 

 

Profit before taxation

1,082

846

Depreciation

77

89

Amortisation

15

129

Interest received

(1)

(6)

Share-based payment expense

41

229

Increase in inventory

(17)

(52)

Decrease/(increase) in contract assets

2

(38)

Increase in receivables

(1,406)

(176)

Decrease in payables

(451)

(389)

Decrease in contract liabilities

(224)

(308)

Exchange differences on operating items

98

41

Net cash (used by)/generated from operations

(784)

365

 

 

8.   Intangible assets

 

Intangible assets of £510,000 include £498,000 of costs capitalised during the period in respect of the development of the Company's new Ad Ratings product.  Costs relating to the research phase of the product, amounting to £1,090,000, have been expensed during the period. The development costs have been included within assets under the course of construction and will be amortised once the product is operating as intended.

 

9.   Share capital

 

During the reporting period the Company transferred 97,181 Ordinary Shares ("shares") out of treasury to satisfy the exercise of employee share options at a weighted average exercise price of Nil pence per share for cash consideration of £Nil. The weighted average share price at exercise date was 271 pence per share.

 

Following these transactions, at 30 September 2018, the Company had 13,226,773 shares in issue (31 March 2018: 13,226,773) of which 653,167 were held in treasury (31 March 2018: 750,348), and the Company had 1,097,748 stock options outstanding of which 358,834 are fully vested.

 

 

10.  Related party transactions

 

During the period the Company paid the following dividends to directors:

 

 

Six months ended 30 Sep

 

2018

2017

 

£

£

 

 

 

John Kearon

212,493

1,079,068

James Geddes

15,929

62,506

Alex Batchelor (resigned 30 June 2017)

-

43,761

Ken Ford

1,280

6,500

Robert Brand

1,920

9,750

Graham Blashill

640

1,625

 

232,262

1,203,210

 

 

11.  Rates rebate

 

It was disclosed in the Company's most recent financial statements that as a consequence of a prima facie error by either Camden Council, the Valuation Office, or a combination of the two, there was a possibility that the Company could be entitled to a refund of £251,000 in respect of Business Rates payable on its London office relating to the period 15 June 2015 to 31 March 2017.  We brought the apparent error to the attention of Camden Council as soon as we received notification of the credits but no definitive conclusion as to whether the credit was payable had been provided by the time the Annual Report was signed.  Given the manifest error and therefore uncertainty as to whether payment would be made, no asset or related income in respect of this item was recognised in those financial statements.  During the period the Company received confirmation from the Valuation Office that as a result of an error made by Camden Council and the Valuation Office, it is due a refund for Business Rates of £251,000.  The benefit of that refund has been recognised during the period. 

 

 

12.  Changes in accounting policies

 

The adoption of IFRS 15, 'Revenue from Contracts with Customers' has resulted in no change in the comparative income statement.  Changes to the balance sheet are set out below.

 

 

 

 

Balance sheet (extract)

IAS 18 carrying amount at

31 Mar 2018

Audited

Reclassification

IFRS 15 carrying

amount at

31 Mar 2018

Unaudited

 

£000

£000

£000

ASSETS

 

 

 

Non-current assets

 

 

 

Property, plant and equipment

269

-

269

Intangible assets

26

-

26

Deferred tax asset

372

-

372

 

667

-

667

Current assets

 

 

 

Inventories

131

-

131

Contract assets

-

30

30

Trade and other receivables

6,139

(458)

5,681

Income tax recoverable

423

-

423

Cash and cash equivalents

5,784

-

5,784

 

12,477

(428)

12,049

Total assets

13,144

(428)

12,716

 

 

 

 

EQUITY

 

 

 

Capital and reserves attributable to equity

holders of the Company

 

 

 

Share capital

132

-

132

Share premium account

1,601

-

1,601

Merger reserve

477

-

477

Foreign currency translation reserve

221

-

221

Retained earnings

4,578

-

4,578

Total equity

7,009

-

7,009

 

 

 

 

LIABILITIES

 

 

 

Non-current liabilities

 

 

 

Provisions

420

-

420

Finance lease payable

70

-

70

 

490

-

490

Current liabilities

 

 

 

Provisions

368

-

368

Finance lease payable

46

-

46

Trade and other payables

5,231

(1,008)

4,223

Contract liabilities

-

580

580

 

5,645

(428)

5,217

Total liabilities

6,135

(428)

5,707

Total equity and liabilities

13,144

(428)

12,716

 

Contract liabilities in relation to advances received from customers (£580,000 as at 31 March 2018) were previously presented as deferred income within trade and other payables.

 

Contract assets in relation to revenue earned but not billed (£30,000 as at 31 March 2018) were previously included in trade and other receivables.

 

Amounts invoiced to customers where the right to consideration was not unconditional at the balance sheet date and those amounts remained unpaid (£428,000 as at 31 March 2018), were previously included within trade and other receivables with the matching liability recorded within deferred income.  On adoption of IFRS 15 such amounts are neither included within trade receivables nor contract liabilities.  At 30 September 2018 outstanding amounts invoiced to customers where the right to consideration was not unconditional at the balance sheet date amounted to £315,000.


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